PROFESSIONALLY MANAGED PORTFOLIOS
N-30D, 1998-11-05
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                           LIGHTHOUSE CONTRARIAN FUND
                                  ANNUAL REPORT







                                 August 31, 1998
<PAGE>
                           LIGHTHOUSE CONTRARIAN FUND

September 30, 1998


Dear Shareholder,

Performance
The  Lighthouse  Contrarian  Fund began on September  29,  1995,  with an NAV of
$12.00 and closed on August 31, 1998
at $10.85. A capital gains  distribution of $0.61 was paid on December 15, 1997,
bringing  the total  capital gain  distribution  since  inception to $0.94.  The
annualized total return from inception  through August 31, 1998 was -1.34%.  The
average annual total return for the 12 month period ended September 30, 1998 and
from inception through September 30, 1998, was -26.77% and 1.60%, respectively.

Economic Booms - Real or Artificial?
"Never  confuse an economic  miracle  with a liquidity  bubble",  advises  James
Stack, editor of InvestTech Research. How can investors tell the difference?

True economic  miracles require a general  embracing of capitalism:  unregulated
markets,  free trade, limited government,  and sound money (backed by gold). The
United States and England  chose this path during the 19th century  resulting in
the greatest improvement in living standards the world has seen.  Unfortunately,
the 20th century has reversed this trend as the world's economies (including the
U.S.)  moved  towards  a model of heavy  government  intervention:  high  taxes,
regulations,  social and corporate welfare, trade subsidies and protections, and
fiat currencies.

Temporary   economic  booms  (liquidity   bubbles),   on  the  other  hand,  are
characterized by 1) a general lack of free market reforms  (despite  rhetoric to
the contrary)  and 2) a dependence  on monetary  "stimulus" to grow the economy.
Stimulus is provided  through the central bank and banking system in the form of
artificially low interest rates and easily available credit.

Liquidity-fueled  booms  are  destructive  in  nature.  Any  number  of sins are
committed during the good times:  over-leverage,  excessive risk taking,  public
speculation,  over-investment,  abundant  foreign  investment,  and  conspicuous
consumption. The general mood of investors, bankers,  businessmen,  politicians,
and consumers becomes one of optimism and complacency. If the party goes on long
enough,  sentiment  turns  into  euphoria,  arrogance,  and  hubris.  Lessons of
previous downturns are forgotten.  Rationalizations abound for why past business
cycle rules no longer apply.

The  inevitable  bust is the  constructive  phase of the  business  cycle as the
market removes the excesses of the previous boom. Credit contracts and tightens,
overcapacity  is shuttered,  overextended  businesses go bankrupt,  and reckless
lenders fail. Any attempt by government to stimulate the economy or mitigate the
losses of investors and bankers only delays this cleansing  process and prolongs
the crisis.  Anti-capitalist  measures, such as raising taxes and erecting trade
barriers (as the U.S. tried during the 1930s) lead to disaster.

Late 1980s Japanese Miracle
During the late 1980s, most people in this country were in awe of Japan, Inc. It
was widely believed that American  technology  would not be able to compete with
the Japanese model in which  bureaucrats  directed the economy and targeted U.S.
industries for extinction.

At the time, we took the contrary position that Japan was a massive  speculative
bubble  fueled by easy credit.  Our May, 1990 report to clients  documented  the
excesses:

<PAGE>
                           LIGHTHOUSE CONTRARIAN FUND

"The first three  months of this new decade  marked the  beginning of the end of
one of the  greatest  speculative  manias in  history:  Japan.  At the height of
lunacy,  the Japanese stock market  accounted for 60% of the global stock market
even though  Japan's  economic  output was less than 15% of the world.  Japanese
real estate  nearly  doubled  the value of real estate in the U.S.,  even though
Japan is about  the  size of  Montana.  Speculative  excesses  reached  historic
proportions:  million dollar golf club memberships,  100-year mortgages,  record
prices  paid  for  impressionist  art,  and an  insatiable  appetite  for  gold,
diamonds, BMWs, and other luxuries."

When the bubble burst in the early 1990s, Japan made several mistakes. The worst
was propping up their banking  system with lower  interest  rates.  This allowed
banks to  continue  making bad loans,  fuel the  Southeast  Asian  bubble of the
mid-1990s,  and funnel money into the U.S.  government bond market (helping fuel
our bubble). In addition,  Japan's politicians failed to cut government spending
and last year actually  raised taxes.  Today,  stock prices are hitting  12-year
lows, the economy is depressed, and the banking system is in shambles.

Late 1990s U.S. Economic Boom - New Economy or Speculative Bubble?
The business  expansion in this country is an unprecedented  eight years old. We
continue to feel this is a liquidity bubble for two reasons. First, the U.S. has
avoided  free  market  reforms.  In fact,  government  spending,  taxation,  and
regulations  are all higher than when the  expansion  started.  Two "free trade"
agreements,  NAFTA and GATT were signed,  but these only added  mountains of red
tape to international  trade.  Second, this boom has been fueled by easy credit:
credit  card  borrowing,   home  equity  lending,   margin  buying,  hedge  fund
leveraging, and foreigners buying our government debt.

A global credit crunch started a year ago and a U.S. stock market  correction is
now two months old and  counting.  How much more damage must be done to weed out
the  excesses  of the 1990s  boom?  We  believe  there is much more pain to come
because  1) the  excesses  of the past boom  were so great  and 2) a pattern  of
government bailouts encouraged excessive risk taking.

Magnitude of Excesses
An  examination  of the  excesses  of the late 1990s  boom,  as  illustrated  by
excerpts from past shareholder letters, reveals the magnitude of the problem:

"Individual  investors  are  speculating  (knowingly)  in  hot  new  issues  and
(unknowingly)  through  mutual  funds.  High-tech  IPOs  are  commanding  absurd
valuations,  with some creating  overnight paper  billionaires.  Individuals are
pouring  money  into  aggressive  growth  funds run by young guns who have never
witnessed a correction." - March 31, 1996

"A recent  trip to the local  Barnes & Noble  revealed  [an]  upbeat  investment
climate. Doom-and-gloom is out and do-it-yourself wealth
is in."  - September 30, 1997

"Mergers and  acquisitions are soaring.  For example,  commercial banks are in a
feeding frenzy to buy investment  banks,  paying an unprecedented  five to seven
times book value." - September 30, 1997

"Booms  hide a  multitude  of sins and banks  have  committed  their  share this
cycle." - March 31, 1998

"In  hindsight,  it appears the "Asian  Miracle" was  artificially  supported by
years of easy credit, loan guarantees,  government subsidies and protections." -
March 31, 1998

"The  Internet  frenzy is the  epitome  of  speculative  excess in this  market.
Although  Yahoo!  is widely touted as the next great media company,  the stock's
valuation  assumes this is a foregone  conclusion.  Yahoo!'s $9.1 billion market
capitalization  exceeds The New York Times at $5.9 billion,  The Washington Post
at $5.4 billion,  and Dow Jones & Co. at $4.9 billion.  It even rivals the $24.2
billion  price tag on CBS." - August 4, 1998 

<PAGE>  
                           LIGHTHOUSE CONTRARIAN FUND


"Asset  bubbles are usually  fueled by easy credit and this one is no exception.
Banks have been aggressive lenders at the end of this business expansion,  which
has finally  attracted the attention of the Federal Reserve.  The next recession
will no doubt  expose  plenty of bad loans  that were  made  during  these  good
times." - August 4, 1998

"Do we,  in  fact,  live in a new era in  which  the  business  cycle  has  been
repealed, mega-mergers actually work, investment gurus maintain elevated status,
inflation  is dead,  ever-rising  capital  gains  tax  revenues  produce  budget
surpluses,  and  every  global  mishap is  quickly  cleaned  up by a  government
bailout?  Do valuations no longer  matter  because there is always  another baby
boomer to buy stock at higher prices? We continue to offer a dissenting  voice."
- - August 4, 1998

Excessive Risk Taking - Moral Hazard
One of the  hallmarks  of the global  expansion of the 1990s has been the use of
government  bailouts  to limit the losses of  investors  and  bankers.  This has
created a moral  hazard in which  excessive  risk taking has been  enabled  (and
encouraged) by government actions:

1990 - Several  savings & loans  failed due to  reckless  real  estate  lending,
encouraged by a system of deposit insurance.  Under the protection of government
guarantees,  depositors  had poured money into the highest  yielding  jumbo CDs.
These, of course, were offered by the S&Ls taking the greatest risks. In effect,
they were given a free ticket to gamble with depositors'  money: heads they won,
tails the taxpayer lost.

1991 - A mild  recession hit the banking  sector  especially  hard.  The Federal
Reserve  aggressively  lowered interest rates in order to bail out the banks. It
worked, but not enough banks were allowed to fail.

Early 1990s - Japan's stock market bubble,  caused in large part by easy credit,
burst.  Banks were a mess,  but not allowed to fail.  The Bank of Japan tried to
shore up the banking  system and  stimulate  the  economy by  slashing  interest
rates. Instead, through the banks, money poured into Southeast Asia and the U.S.
government bond market.

1994 - The Latin America emerging markets bubble burst.  Spearheaded by Treasury
Secretary Robert Rubin, the U.S. bailed out Mexico. Relieved,  speculators moved
on to other emerging markets in Southeast Asia and Russia.

1995-96 - Southeast Asian markets boomed as foreign  investment  poured in. Easy
credit  added  fuel to the fire as the money  supply in many of these  countries
grew in excess of 20%.

1996-97 - The  Russian  stock  market was the  strongest  in the world two years
running.  Foreign investors,  enticed by the opportunity to get in on the ground
floor of the next capitalist revolution,  overlooked a general lack of real free
market reforms.

1997 - The  Southeast  Asian  bubble burst taking  several  currencies  with it.
Japan's  economy  was in the worst  shape  since  World War II and  bankruptcies
reached records.  The U.S., seen as a safe haven,  remained  unscathed.  The IMF
poured billions into Malaysia, Indonesia, and Korea, making matters worse.

1998 - Russia imploded,  effectively  defaulting on its government debt. Several
hedge funds were hit especially hard,  forcing them to liquidate other holdings.
European banks, led by Germany, had the greatest exposure. In Germany, over half
of the loans to Russia were backed by government guarantees.

1998 - After  leveraging  well over $100 billion in investments on $4 billion in
equity,  hedge fund Long-Term  Capital was not able to meet margin  requirements
without  wholesale  liquidation,  which was feared could put further pressure on
world  financial  markets.  The New York Federal  Reserve  orchestrated  a $3.65
billion  bailout  by 14 of its  largest  creditors;  among them  Merrill  Lynch,
PaineWebber,  Goldman Sachs,  Travelers,  and Union Bank of Switzerland.  

<PAGE>
                           LIGHTHOUSE CONTRARIAN FUND

What is the Solution? The solution is simple but painful: enact true free market
reforms and allow the market to remove the excesses of the past liquidity  boom.
Banks and businesses must be allowed to fail, and government  intervention  must
be kept to a minimum.  Unfortunately,  politicians,  businessmen, and economists
will call for lower interest rates (i.e.  easier credit) and more IMF bailouts -
even  though  these  caused  the mess in the  first  place.  This will only make
matters worse, deepen the crisis, and prolong the agony.

Predictably,  Federal Reserve Chairman, Alan Greenspan, recently lowered the Fed
funds rate by 1/4%.  In the short run,  this will only serve to give bankers and
investors  a false  sense of  security.  In the long run,  it will slow down the
process of weeding out excesses, especially in the banking system.

Investment Strategy
We continue to feel we are in the early stages of a credit contraction that will
deflate the speculative  bubble in our stock market.  The contrarian  philosophy
excels  at major  turning  points  and the  Lighthouse  Contrarian  Fund is well
positioned to take advantage of this significant turn of events.

Our strategy  includes  maintaining short positions in commercial and investment
banks that extended the credit to fuel this boom, such as Citicorp, BankAmerica,
and Merrill Lynch.  In addition,  large  multinational  companies that benefited
from an  over-stimulated  global  economy  are  vulnerable.  Coca Cola is a good
example,  getting  75% of its  profits  overseas.  We are also short  technology
companies that have benefited  from a period of  over-investment.  These include
high-tech darlings Dell Computer,  Intel and Microsoft whose sky-high valuations
fail to reflect any slowdown in capital spending.

Gold  continues  to  offer  an  excellent  hedge  against  weakening  currencies
(including the U.S. dollar),  a deteriorating  financial  system,  and political
uncertainties.  It is no coincidence that gold recently hit an 18-year low while
confidence in our central bank is at an all-time high. We expect their positions
to  reverse.  The  tobacco  industry  is  another  way to play  the  fall of the
political  establishment.  Any discrediting of the current  government will take
political  pressure off this industry.  Value-oriented  retailers should also do
relatively well in a more cost-conscious consumer environment.

Thank you for your patience and support.


/s/

Kevin P. Duffy
Portfolio Manager
<PAGE>
                           LIGHTHOUSE CONTRARIAN FUND
                        Value of $10,000 vs. the S&P 500

Average Annual Total Return
Period Ended August 31, 1998
1 Year..................... -28.46%
Since Inception (9/29/95)..  -1.34%

Date      Fund     S&P

9/29/95  10,000   10,000
12/31/95 10,068   10,599
3/31/96  10,822   11,170
6/30/96  11,392   11,663
9/30/96  11,300   12,029
12/31/96 12,970   13,035
3/31/97  12,210   13,381
6/30/97  12,841   15,712
9/30/97  14,324   16,891
12/31/97 13,813   17,382
3/31/98  13,830   19,805
6/30/98  12,678   20,447
8/31/98  9,613    17,313


Past performance is not predictive of future performance.

     The S&P 500 is a broad market-weighted average of U.S. blue-chip companies.
The index is unmanaged and returns include reinvested dividends.
<PAGE>
                           LIGHTHOUSE CONTRARIAN FUND
<TABLE>
<CAPTION>


SCHEDULE OF INVESTMENTS at August 31, 1998
- ------------------------------------------------------------------------------------------------------------------------------------
      Shares         COMMON STOCKS: 62.6%                                                              Market Value
- ------------------------------------------------------------------------------------------------------------------------------------
                     Capital Goods:  0.6%
<S>   <C>            <C>                                                                                  <C>     
      10,000         3D Systems Corp.*.......................................................             $ 58,750
      12,000         Huntco, Inc., Class A...................................................               82,500
                                                                                                            ------
                                                                                                           141,250
                                                                                                           -------
                     Consumer Goods - Apparel: 6.5%
       8,000         Jones Apparel Group, Inc.*..............................................              155,000
      36,000         Norton McNaughton, Inc.*................................................              163,125
      13,000         Oshkosh B'Gosh, Inc., Class A...........................................              474,500
      45,000         Quiksilver, Inc.*.......................................................              618,750
                                                                                                           -------
                                                                                                         1,411,375
                                                                                                         ---------
                     Consumer Goods - Consumer Products: 2.2%
      16,000         Fossil, Inc.*...........................................................              264,000
       6,000         Helen of Troy Ltd.*.....................................................              104,250
      10,700         Polk Audio, Inc.*.......................................................              117,700
                                                                                                           -------
                                                                                                           485,950
                                                                                                           -------
                     Consumer Goods - Food Producers: 0.2%
      20,000         The UniMark Group, Inc.*................................................               47,500
                                                                                                            ------

                     Consumer Goods - Restaurants: 0.3%
       8,000         Lone Star Steakhouse and Saloon, Inc.*..................................               68,000
                                                                                                            ------

                     Consumer Goods - Retail, Apparel: 1.4%
      15,000         Paul Harris Stores, Inc.*...............................................               97,500
      10,000         Talbots, Inc............................................................              210,625
                                                                                                           -------
                                                                                                           308,125
                                                                                                           -------
                     Consumer Goods - Retail, Mail Order: 3.4%
      36,000         Lands' End, Inc.*.......................................................              738,000
                                                                                                           -------

                     Consumer Goods - Retail, Specialty: 6.9%
      18,000         Claire's Stores, Inc....................................................              270,000
      60,000         The Good Guys, Inc.*....................................................              420,000
      71,000         REX Stores Corp.*.......................................................              727,750
       5,000         Toys "R" Us, Inc.*......................................................               92,813
                                                                                                            ------
                                                                                                         1,510,563  
                                                                                                         ---------  
See accompanying Notes to Financial Statements.
<PAGE>
                           LIGHTHOUSE CONTRARIAN FUND

SCHEDULE OF INVESTMENTS at August 31, 1998, Continued
- ------------------------------------------------------------------------------------------------------------------------------------
      Shares                                                                                           Market Value
- ------------------------------------------------------------------------------------------------------------------------------------
                     Consumer Goods - Tobacco: 1.4%
       2,400         Philip Morris Companies, Inc............................................             $ 99,750
       9,000         RJR Nabisco Holdings Corp...............................................              195,188
                                                                                                           -------
                                                                                                           294,938
                                                                                                           -------
                     Energy - Oil Drilling: 0.5%
       4,500         Transocean Offshore, Inc................................................              110,531
                                                                                                           -------

                     Energy - Oil, Secondary: 13.6%
      14,000         Anadarko Petroleum Corp.................................................              402,500
      21,000         Barrett Resources Corp.*................................................              426,563
      40,000         Basin Exploration, Inc.*................................................              365,000
      13,000         Benton Oil and Gas Company*.............................................               64,187
      25,000         Key Production Company, Inc.*...........................................              150,000
      34,000         Nuevo Energy Company*...................................................              554,625
      23,400         Ocean Energy, Inc.*.....................................................              207,675
      28,000         Plains Resources, Inc.*.................................................              430,500
      20,000         Pogo Producing Company..................................................              238,750
      14,000         Vintage Petroleum, Inc..................................................              109,375
                                                                                                           -------
                                                                                                         2,949,175
                                                                                                         ---------
                     Energy - Oilfield Services: 0.7%
       8,100         Baker Hughes, Inc.......................................................              147,825
                                                                                                           -------

                     Energy - Seismic: 0.7%
      27,000         Mitcham Industries, Inc.*...............................................              145,125
                                                                                                           -------

                     Health Care - Biotechnology: 0.6%
      60,000         Xoma Corp.*.............................................................              123,750
                                                                                                           -------

                     Health Care - Pharmaceuticals: 3.5
      50,000         ICN Pharmaceuticals, Inc................................................              768,750
                                                                                                           -------

                     Precious Metals - Gold Mining: 8.2%
      75,000         Agnico Eagle Mines, Ltd.................................................              206,250
      48,000         Barrick Gold Corp.......................................................              624,000
      37,000         Crown Resources Corp.*..................................................              101,750
See accompanying Notes to Financial Statements.
<PAGE>
                           LIGHTHOUSE CONTRARIAN FUND

SCHEDULE OF INVESTMENTS at August 31, 1998, Continued
- ------------------------------------------------------------------------------------------------------------------------------------
      Shares                                                                                           Market Value
- ------------------------------------------------------------------------------------------------------------------------------------
                     Precious Metals - Gold Mining, continued
       7,500         Getchell Gold Corp.*....................................................             $ 67,500
      57,000         Newmont Mining Corp.....................................................              780,188
                                                                                                           -------
                                                                                                         1,779,688
                                                                                                         ---------
                     Technology - Communications: 0.2%
      13,000         Vtel Corp.*.............................................................               44,687
                                                                                                            ------

                     Technology - Computers: 1.0%
       5,400         Sun Microsystems, Inc.*.................................................              213,975
                                                                                                           -------

                     Technology - Semiconductors: 2.0%
       3,000         QLogic Corp.*...........................................................              142,125
      17,000         SDL, Inc.*..............................................................              289,000
                                                                                                           -------
                                                                                                           431,125
                                                                                                           -------
                     Technology - Software: 7.0%
      50,000         Informix Corp.*.........................................................              175,000
      75,000         Progress Software Corp.*................................................            1,354,687
                                                                                                         ---------
                                                                                                         1,529,687
                                                                                                         ---------
                     Transportation - Truck: 1.7%
      31,800         American Freightways Corp.*.............................................              238,377
       4,000         CNF Transportation, Inc.................................................              125,000
                                                                                                           -------
                                                                                                           363,377
                                                                                                           -------

                     Total Common Stocks (cost $17,391,480)..................................           13,613,396
                                                                                                        ----------

                     CLOSED-END FUNDS - INTERNATIONAL: 1.4%
- ------------------------------------------------------------------------------------------------------------------------------------
      19,000         Argentina Fund, Inc.....................................................              148,437
      16,000         Chile Fund, Inc.........................................................              153,000
                                                                                                           -------
                     Total Closed-End Funds (cost $604,221)..................................              301,437
                                                                                                           -------

See accompanying Notes to Financial Statements.
<PAGE>
                           LIGHTHOUSE CONTRARIAN FUND

SCHEDULE OF INVESTMENTS at August 31, 1998, Continued
- -----------------------------------------------------------------------------------------------------------------------------------
 Principal Amount                                                                                      Market Value
                     REPURCHASE AGREEMENT: 7.2%
- -----------------------------------------------------------------------------------------------------------------------------------
  $1,563,000         Star Bank Repurchase Agreement, 4.9%, dated 8/31/1998,
                     due 9/1/1998, collateralized by $1,565,000 GNMA 5.5%,
                     due 3/20/2022 (proceeds $1,563,213) (cost $1,563,000)...................          $ 1,563,000
                                                                                                       -----------

                     Total Investment in Securities (cost $19,558,701+): 71.2%...............           15,477,833
                                                                                                        ----------

                     LONG EQUITY OPTIONS: 3.6%
- ------------------------------------------------------------------------------------------------------------------------------------
     Contracts       Common Stocks / Expiration Date / Exercise Price
- ------------------------------------------------------------------------------------------------------------------------------------
          40         Banc One Corp. / November 65 Puts*......................................              110,000
          50         BankAmerica Corp. / October 90 Puts*....................................              125,625
          40         Clear Channel Communications, Inc. / January 45 Puts*...................               22,750
         110         Coca-Cola Company / November 85 Puts*...................................              217,250
         110         First Union Corp. / January 60 Puts*....................................              127,875
          70         Intel Corp. / October 80 Puts*..........................................               73,500
          40         NationsBank Corp. / November 80 Puts*...................................               95,000
                                                                                                            ------

                     Total Long Equity Options (cost $391,196)...............................              772,000
                                                                                                           -------

                     LONG INDEX OPTIONS: 8.1%
- ------------------------------------------------------------------------------------------------------------------------------------
     Contracts       Index / Expiration Date / Exercise Price
- ------------------------------------------------------------------------------------------------------------------------------------
           5         NASDAQ 100 Index / September 1380 Puts*.................................              112,187
           9         Russell 2000 Index / December 430 Puts*.................................               78,863
          60         S&P 500 Index / December 1150 Puts*.....................................            1,120,500
         160         S&P 500 Index LEAP / December 1999 105 Puts*............................              240,000
          20         Semiconductor Index / September 300 Puts*...............................              215,000
                                                                                                           -------

                     Total Long Index Options (cost $681,691)................................            1,766,550
                                                                                                         ---------

                     Total Put Options Purchased (cost $1,072,887): 11.7%....................            2,538,550
                     Other Assets less Liabilities: 17.1%....................................            3,726,808
                                                                                                         ---------
                     Total Net Assets: 100.0% ...............................................          $21,743,191
                                                                                                       -----------
See accompanying Notes to Financial Statements.
<PAGE>
                           LIGHTHOUSE CONTRARIAN FUND

SCHEDULE OF INVESTMENTS at August 31, 1998, Continued
- ------------------------------------------------------------------------------------------------------------------------------------

                     SECURITIES SOLD SHORT at August 31, 1998: (27.8%)
- ------------------------------------------------------------------------------------------------------------------------------------
       Shares        Common Stocks                                                                     Market Value
- ------------------------------------------------------------------------------------------------------------------------------------
                     Financial - Banks: (8.3%)
       9,000         Banc One Corp...........................................................            $ 342,000
       7,800         Citicorp................................................................              843,375
       5,000         NationsBank Corp........................................................              285,000
      14,000         Silicon Valley Bancshares*..............................................              342,125
                                                                                                           -------
                                                                                                         1,812,500
                                                                                                         ---------
                     Financial - Brokerage Firms: (2.4%)
       8,000         Merrill Lynch and Company, Inc..........................................              528,000
                                                                                                           -------

                     Services - Media: (1.0%)
       5,000         Clear Channel Communications, Inc.*.....................................              225,000
                                                                                                           -------

                     Technology - Computers: (3.3%)
      15,000         Gateway, Inc.*..........................................................              709,688
                                                                                                           -------

                     Technology - Internet: (5.1%)
      16,000         Yahoo!, Inc.*...........................................................            1,104,000
                                                                                                         ---------

                     Technology - Semiconductors: (1.7%)
      16,500         Micron Technology, Inc.*................................................              375,375
                                                                                                           -------

                     Technology - Semiconductor Equipment: (2.0%)
      17,500         Applied Materials, Inc.*................................................              429,844
                                                                                                           -------

                     Technology - Software: (4.0%)
       9,000         Microsoft Corp.*........................................................              863,437
                                                                                                           -------


                     Total Common Stocks Sold Short (proceeds $4,855,638)....................          $ 6,047,844
                                                                                                       ===========
<FN>

*Non-income producing security.


See accompanying Notes to Financial Statements.
<PAGE>
                           LIGHTHOUSE CONTRARIAN FUND


SCHEDULE OF INVESTMENTS at August 31, 1998, Continued
- ------------------------------------------------------------------------------------------------------------------------------------
 +At August 31, 1998,  the cost of the  securities  for Federal tax purposes was
the same as the basis  for  financial  reporting.  Unrealized  appreciation  and
depreciation of securities were as follows:

                     Gross unrealized appreciation...........................................          $ 3,650,050
                     Gross unrealized depreciation...........................................           (7,457,461)
                                                                                                        ---------- 
                           Net unrealized depreciation.......................................         $ (3,807,411)
                                                                                                      ============ 
</FN>

</TABLE>
See accompanying Notes to Financial Statements.
<PAGE>
                           LIGHTHOUSE CONTRARIAN FUND
<TABLE>
<CAPTION>

STATEMENT OF ASSETS AND LIABILITIES at August 31, 1998
- -----------------------------------------------------------------------------------------------------------------------------------

ASSETS
<S>                                                                                                    <C>        
      Investments in securities, at value (cost $19,558,701).................................          $15,477,833
      Put options purchased (cost $1,072,887)................................................            2,538,550
      Cash...................................................................................                  412
      Deposits with brokers for securities sold short........................................            9,177,949
      Receivables:
            Investment securities sold.......................................................              555,172
            Dividends and interest ..........................................................               41,031
      Deferred organization costs............................................................               13,924
      Prepaid expenses.......................................................................               35,093
                                                                                                            ------
                  Total assets ..............................................................           27,839,964
                                                                                                        ----------

LIABILITIES
      Securities sold short, at value (proceeds $4,855,638)..................................            6,047,844
      Payables:
            Advisory fees....................................................................               12,490
            Administration fee...............................................................                3,265
            Distribution fees................................................................               10,470
            Fund shares redeemed.............................................................                1,703
      Accrued audit fees.....................................................................               15,064
      Accrued expenses ......................................................................                5,937
                                                                                                             -----
                  Total liabilities..........................................................            6,096,773
                                                                                                         ---------


NET ASSETS  .................................................................................          $21,743,191
                                                                                                       ===========

Net asset value, offering price and redemption price per share
      ($21,743,191/2,003,127 shares outstanding;
      unlimited number of shares authorized without par value) ..............................               $10.85
                                                                                                            ======

COMPONENTS OF NET ASSETS
      Paid-in capital .......................................................................          $27,533,030
      Accumulated net investment loss........................................................              (39,508)
      Accumulated net realized loss on investments...........................................           (1,942,920)
      Net unrealized depreciation on investments.............................................           (3,807,411)
                                                                                                        ---------- 
                  Net assets ................................................................          $21,743,191
                                                                                                       ===========
</TABLE>

See accompanying Notes to Financial Statements.
<PAGE>
                           LIGHTHOUSE CONTRARIAN FUND
<TABLE>
<CAPTION>

STATEMENT OF OPERATIONS - For the Year Ended August 31, 1998
- ------------------------------------------------------------------------------------------------------------------------------------
INVESTMENT INCOME
      Income
<S>                                                                                                      <C>      
            Interest.........................................................................            $ 570,751
            Dividends........................................................................              139,224
                                                                                                           -------
                  Total income...............................................................              709,975
                                                                                                           -------

      Expenses
            Advisory fees....................................................................              398,634
            Distribution fees................................................................               79,726
            Administration fee ..............................................................               63,781
            Registration fees................................................................               29,958
            Fund accounting fees.............................................................               23,457
            Legal fees.......................................................................               16,933
            Transfer agent fees..............................................................               14,070
            Audit fee........................................................................               13,429
            Custody fees.....................................................................               12,328
            Trustee fees.....................................................................                6,927
            Reports to shareholders..........................................................                6,675
            Amortization of deferred organization costs......................................                6,672
            Miscellaneous....................................................................                4,401
            Insurance........................................................................                2,287
                                                                                                             -----
                  Total expenses.............................................................              679,278
                  Less: expenses reimbursed..................................................              (41,466)
                  Add: dividends paid on short sales ........................................               48,250
                                                                                                           ------- 
                  Net expenses...............................................................              686,062
                                                                                                           -------
                        Net investment income ...............................................               23,913
                                                                                                            ------

REALIZED AND UNREALIZED GAIN (LOSS) ON INVESTMENTS
            Net realized gain from security transactions.....................................            2,686,781
            Net realized loss from short sale transactions...................................           (2,992,648)
            Net realized loss on put options purchased.......................................           (1,378,054)
            Net change in unrealized appreciation on investments.............................           (7,371,821)
                                                                                                        ---------- 
                  Net realized and unrealized loss on investments............................           (9,055,742)
                                                                                                        ---------- 
                        Net decrease in net assets resulting from operations ................         $ (9,031,829)
                                                                                                      ============ 
</TABLE>

See accompanying Notes to Financial Statements.
<PAGE>
                           LIGHTHOUSE CONTRARIAN FUND
<TABLE>
<CAPTION>

STATEMENT OF CHANGES IN NET ASSETS
- ------------------------------------------------------------------------------------------------------------------------------------
                                                                                      Year                Year
                                                                                      Ended               Ended
                                                                                 August 31, 1998     August 31, 1997
- ------------------------------------------------------------------------------------------------------------------------------------

INCREASE IN NET ASSETS FROM:
OPERATIONS
<S>                                                                                   <C>                <C>     
   Net investment income.....................................................         $ 23,913           $ 25,237
   Net realized gain from security transactions..............................        2,686,781          1,422,317
   Net realized (loss) gain from short sale transactions.....................       (2,992,648)           669,699
   Net realized loss on put options purchased................................       (1,378,054)          (952,617)
   Net change in unrealized  appreciation on investments.....................       (7,371,821)         2,609,095
                                                                                    ----------          ---------
      Net (decrease) increase in net assets resulting from operations .......       (9,031,829)         3,773,731
                                                                                    ----------          ---------

DIVIDENDS AND DISTRIBUTIONS TO SHAREHOLDERS
   Net realized gain from security transactions..............................       (1,274,545)          (315,958)
                                                                                    ----------           -------- 

CAPITAL SHARE TRANSACTIONS
   Net increase in net assets derived from net change in outstanding shares (a)      1,585,523         13,041,844
                                                                                     ---------         ----------
      Total (decrease) increase in net assets ...............................       (8,720,851)        16,499,617

NET ASSETS
   Beginning of  year........................................................       30,464,042         13,964,425
                                                                                    ----------         ----------
End of year .................................................................      $21,743,191        $30,464,042
                                                                                   ===========        ===========
<FN>

(a) A summary of capital shares transactions is as follows:

                                                                  Year                           Year
                                                                  Ended                          Ended
                                                             August 31, 1998                August 31, 1997
- ------------------------------------------------------------------------------------------------------------------------------------
                                                         Shares            Value         Shares          Value
- ------------------------------------------------------------------------------------------------------------------------------------
Shares sold .........................................     505,849      $ 7,844,256      1,173,527     $17,013,634
Shares issued in reinvestment of distribution........      81,339        1,271,330         20,938         311,143
Shares redeemed......................................    (516,994)      (7,530,063)      (290,812)     (4,282,933)
                                                         --------       ----------       --------      ---------- 
Net increase.........................................      70,194      $ 1,585,523        903,653     $13,041,844
                                                           ======      ===========        =======     ===========
</FN>
</TABLE>


See accompanying Notes to Financial Statements.
<PAGE>
                           LIGHTHOUSE CONTRARIAN FUND
<TABLE>
<CAPTION>

FINANCIAL HIGHLIGHTS
For a capital share outstanding throughout each period
- ------------------------------------------------------------------------------------------------------------------------------------
                                                                     Year             Year       September 29, 1995*
                                                                     Ended            Ended            through
                                                                August 31, 1998  August 31, 1997   August 31, 1996
- ------------------------------------------------------------------------------------------------------------------------------------

<S>                                                                 <C>              <C>               <C>   
Net asset value, beginning of period.......................         $15.76           $13.57            $12.00
                                                                    ------           ------            ------
Income from investment operations:
      Net investment income (loss).........................           0.01             0.05             (0.09)
      Net realized and unrealized (loss) gain on investments         (4.31)            2.41              1.72
                                                                     -----             ----              ----
Total from investment operations...........................          (4.30)            2.46              1.63
                                                                     -----             ----              ----
Less distributions:
      From net capital gains...............................          (0.61)           (0.27)            (0.06)
                                                                     -----            -----             ----- 
Net asset value, end of period.............................         $10.85           $15.76            $13.57
                                                                    ======           ======            ======

Total return...............................................         (28.46)%          18.22%            13.67%

Ratios/supplemental data:

Net assets, end of period (millions).......................         $ 21.7           $ 30.5            $ 14.0

Ratio of expenses to average net assets:
      Before expense reimbursement**.........................         2.13%            2.24%             2.95%+
      After expense reimbursement**........................           2.00%            2.00%             2.00%+

Ratio of net investment income (loss) to average net assets:
      Before expense reimbursement.........................          (0.06)%          (0.13)%           (2.14)%+
      After expense reimbursement**........................           0.08%            0.11%            (1.19)%+

Portfolio turnover rate....................................          44.09%           21.94%            20.56%
<FN>


*Commencement of operations.

+Annualized.

**Excludes  0.15%.  0.06%, and 0.00%  respectively,  from dividends paid on
securities sold short that are not expenses subject to expense reimbursement.
</FN>
</TABLE>

See accompanying Notes to Financial Statements.
<PAGE>
                           LIGHTHOUSE CONTRARIAN FUND

NOTES TO FINANCIAL STATEMENTS at August 31, 1998
- --------------------------------------------------------------------------------

NOTE 1 - ORGANIZATION

      The  Lighthouse  Contrarian  Fund (the "Fund") is a diversified  series of
shares  of  beneficial  interest  of  Professionally   Managed  Portfolios  (the
"Trust"),  which is  registered  under the  Investment  Company Act of 1940 (the
"1940  Act") as an  open-end  management  investment  company.  The  Fund  began
operations on September  29, 1995.  The  investment  objective of the Fund is to
seek growth of capital.  The Fund seeks to achieve its  objective  by  investing
primarily in equity  securities.  Prior to November 12, 1997, the Fund was known
as the Lighthouse Growth Fund.

NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES

      The following is a summary of significant accounting policies consistently
followed by the Fund.  These policies are in conformity with generally  accepted
accounting principles.

      A.    Security  Valuation.  Investments in securities traded on a national
            securities exchange or included in the NASDAQ National Market System
            are valued at the last reported  sales price at the close of regular
            trading on the last business day of the period; securities traded on
            an  exchange  or NASDAQ for which there have been no sales and other
            over-the-counter  securities  are  valued at the last  reported  bid
            price. Securities for which quotations are not readily available are
            valued at their  respective  fair values as determined in good faith
            by the Board of Trustees. Short-term investments are stated at cost,
            which when  combined  with  accrued  interest,  approximates  market
            value.

      B.    Federal   Income  Taxes.   The  Fund  intends  to  comply  with  the
            requirements  of the Internal  Revenue Code  applicable to regulated
            investment  companies and to distribute all of its taxable income to
            its  shareholders.  Therefore,  no federal  income tax  provision is
            required.

      C.    Security  Transactions,  Investment Income and Distributions.  As is
            common in the industry,  security  transactions are accounted for on
            the trade  date.  The cost of  securities  owned and  proceeds  from
            securities  sold short on realized  transactions  are  relieved on a
            first-in,  first-out  basis.  Dividend income and  distributions  to
            shareholders are recorded on the ex-dividend date.

      D.    Deferred  Organization  Costs.  All of the expenses  incurred by the
            Advisor in connection with the  organization and registration of the
            Fund's  shares will be borne by the Fund and are being  amortized to
            expense on a straight-line basis over a period of five years.

      E.    Use  of  Estimates.  The  preparation  of  financial  statements  in
            conformity with generally accepted  accounting  principles  requires
            management  to  make  estimates  and  assumptions  that  affect  the
            reported  amounts  of  assets  and  liabilities  at the  date of the
            financial  statements.   Actual  results  could  differ  from  those
            estimates.

NOTE 3 - SECURITIES SOLD SHORT

      Securities sold short  represent  obligations of the Fund to make a future
delivery of a specific  security and,  correspondingly,  create an obligation to
purchase the security at prevailing  market prices (or deliver the security,  if
owned by the Fund) at the later  delivery  date. As a result,  these short sales
create the risk that the Fund's  ultimate  obligation  to satisfy  the  delivery
requirements  may exceed the amount  recorded in the  accompanying  statement of
assets and liabilities.
<PAGE>
                           LIGHTHOUSE CONTRARIAN FUND

NOTES TO FINANCIAL STATEMENTS, Continued

      The amount deposited with brokers for securities sold short is essentially
restricted to the extent that it serves as deposits for  securities  sold short.
It is the Fund's  policy to  continuously  monitor  the credit  standing  of the
brokers with whom it conducts business.

NOTE 4 - COMMITMENTS AND OTHER RELATED PARTY TRANSACTIONS

      For the year ended August 31, 1998,  Lighthouse Capital  Management,  Inc.
(the "Advisor")  provided the Fund with investment  management services under an
Investment  Advisory  Agreement.  The Advisor  furnished all investment  advice,
office  space,  facilities,  and most of the  personnel  needed by the Fund.  As
compensation for its services,  the Advisor was entitled to a monthly fee at the
annual rate of 1.25% based upon the  average  daily net assets of the Fund.  For
the year ended August 31, 1998, the Fund incurred $398,634 in Advisory fees.

      The Fund is responsible  for its own operating  expenses.  The Advisor has
agreed to limit the Fund's  total  operating  expenses to not more than 2.00% of
average net assets  annually.  Effective  August 31, 1998, the Advisor agreed to
amend the expense  reimbursement  agreement to limit the period within which the
Advisor  may recoup the above  amount  from the Fund to no later than August 31,
2001, and subject to the Fund's ability to effect such  reimbursement and remain
in compliance with applicable  expense  limitations.  In addition,  the possible
recoupment period of any expense  reimbursements in each year subsequent to 1998
will be limited to three years from the year of the  reimbursement,  and subject
to the Fund's ability to effect such reimbursement and remain in compliance with
applicable expense limitations.  For the year ended August 31, 1998, the Advisor
reimbursed  the Fund in the  amount of  $41,466.  As of  August  31,  1998,  the
cumulative expense reimbursement from the Advisor to the Fund is $160,380.

      Investment Company  Administration  Corporation (the "Administrator") acts
as the Fund's Administrator under an Administration Agreement. The Administrator
prepares various federal and state regulatory  filings,  reports and returns for
the Fund;  prepares  reports  and  materials  to be  supplied  to the  trustees;
monitors the activities of the Fund's custodian, transfer agent and accountants;
coordinates  the preparation and payment of Fund expenses and reviews the Fund's
expense accruals.  For its services, the Administrator receives a monthly fee at
the following annual rate:

      Under $15 million       $30,000
      $15 to $50 million      0.20% of average  daily net assets 
      $50 to $100 million     0.15% of average  daily net assets 
      $100 to $150  million   0.10% of average  daily net assets 
      Over $150 million       0.05% of average daily net assets.

      For the  year  ended  August  31,  1998,  the  Fund  incurred  $63,781  in
Administration fees.

      First  Fund  Distributors,  Inc.  (the  "Distributor")  acts as the Fund's
principal  underwriter in a continuous public offering of the Fund's shares. The
Distributor is an affiliate of the Administrator.

      Certain  officers  and  trustees  of the  Trust are also  officers  and/or
directors of the Administrator and the Distributor.

NOTE 5 - DISTRIBUTION PLAN

      The Fund has adopted a Distribution Plan (the "Plan"),  in accordance with
Rule 12b-1,  under the 1940 Act. The Plan  provides that the Fund will pay a fee
to the Advisor as  Distribution  Coordinator at an annual rate of up to 0.25% of
the average 

<PAGE> 
                           LIGHTHOUSE CONTRARIAN FUND

NOTES TO FINANCIAL STATEMENTS,  Continued 

daily net assets of the Fund. The Plan allows that approved excess  distribution
costs can be resubmitted by the Distribution Coordinator in the future years, up
to a maximum of three subsequent fiscal years following initial  submission.  No
such excess costs were incurred  during the current period ended.  The Fund paid
$79,726  in  distribution  costs to the  Advisor as the  appointed  Distribution
Coordinator for the year ended August 31, 1998.

NOTE 6 - PURCHASES AND SALES OF SECURITIES

      The cost of purchases  and the proceeds  from sales of  securities,  other
than short-term investments, were $15,986,897 and $15,797,685, respectively.

      Purchased options  transactions  during the year ended August 31, 1998 are
summarized as follows:
<TABLE>

                                                                                              Put Options Purchased
<S>                                                                                               <C>      
                     Options outstanding, beginning of year..................................     $ 841,598
                     Options purchased.......................................................     4,836,683
                     Options closed..........................................................    (3,159,400)
                     Options exercised.......................................................      (565,864)
                     Options expired.........................................................      (880,130)
                                                                                                   -------- 
                     Options outstanding at August 31, 1998..................................     1,072,887
                     Unrealized appreciation at August 31, 1998..............................     1,465,663
                                                                                                  ---------
                     Market value of options at August 31, 1998..............................   $ 2,538,550
                                                                                                ===========

                     Average fair market value of options for the year ended August 31, 1998.   $ 1,361,824
                                                                                                ===========

                     Net trading losses on options for the  year ended August 31, 1998.......   $(1,378,054)
                                                                                                =========== 
</TABLE>

<PAGE>

REPORT OF INDEPENDENT AUDITORS
- -------------------------------------------------------------------------------

To the Shareholders of
         Lighthouse Contrarian Fund and
the Board of Trustees of
         Professionally Managed Portfolios

     We have audited the  accompanying  statement of assets and  liabilities  of
Lighthouse  Contrarian  Fund (the  Fund),  (one of the  portfolios  constituting
Professionally Managed Portfolios), including the schedule of investments, as of
August 31, 1998,  and the related  statements  of  operations  for the year then
ended,  the  statement of changes in net assets for each of the two years in the
period then ended, and the financial highlights for each of the two years in the
period then ended and for the period from  September 29, 1995  (commencement  of
operations)  to August  31,  1996.  These  financial  statements  and  financial
highlights are the responsibility of the Fund's  management.  Our responsibility
is to express an opinion on these financial  statements and financial highlights
based on our audits.

 We  conducted  our  audits  in  accordance  with  generally  accepted  auditing
standards.  Those standards require that we plan and perform the audit to obtain
reasonable  assurance  about  whether the  financial  statements  and  financial
highlights are free of material misstatement.  An audit includes examining, on a
test basis,  evidence  supporting  the amounts and  disclosures in the financial
statements.  Our  procedures  included  confirmation  of securities  owned as of
August 31, 1998, by correspondence with the custodian and brokers. An audit also
includes assessing the accounting principles used and significant estimates made
by  management,   as  well  as  evaluating  the  overall   financial   statement
presentation.  We believe  that our audits  provide a  reasonable  basis for our
opinion.

In our opinion,  the financial  statements and financial  highlights referred to
above  present  fairly,  in all material  respects,  the  financial  position of
Lighthouse  Contrarian Fund as of August 31, 1998, the results of its operations
for the year then ended, the changes in its net assets for each of the two years
in the period then ended, and the financial highlights for each of the two years
in  the  period  then  ended  and  for  the  period  from   September  29,  1995
(commencement  of operations)  to August 31, 1996, in conformity  with generally
accepted accounting principles.

                                                              ERNST & YOUNG LLP


Los Angeles, California
September 30, 1998
<PAGE>
                                     Advisor
                       LIGHTHOUSE CAPITAL MANAGEMENT, INC.
                         10000 Memorial Drive, Suite 660
                              Houston, Texas 77024
                                 (713) 688-6881
                        Account Inquiries (800) 282-2340

                                   Distributor
                          FIRST FUND DISTRIBUTORS, INC.
                      4455 East Camelback Road, Suite 261E
                             Phoenix, Arizona 85018

                                    Custodian
                                 STAR BANK, N.A.
                                425 Walnut Street
                             Cincinnati, Ohio 45202

                     Transfer and Dividend Disbursing Agent
                          AMERICAN DATA SERVICES, INC.
                                  P.O. Box 5536
                         Hauppauge, New York 11788-0132

                                    Auditors
                                ERNST & YOUNG LLP
                             515 South Flower Street
                          Los Angeles, California 90071

                                  Legal Counsel
                      PAUL, HASTINGS, JANOFSKY & WALKER LLP
                        345 California Street, 29th Floor
                         San Francisco, California 94104

  This report is intended  for  shareholders  of the Fund and may not be used as
  sales literature unless preceded or accompanied by a current prospectus.

  Past  performance  results  shown in this report  should not be  considered  a
  representation of future  performance.  Share price and returns will fluctuate
  so that shares,  when redeemed,  may be worth more or less than their original
  cost.  Statements  and other  information  herein are dated and are subject to
  change.


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